11:35:55 EDT Thu 17 Oct 2019
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ICC International Cannabis Corp
Symbol C : WRLD.U
Shares Issued 363,828,833
Close 2019-05-29 U$ 0.20
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Wayland closes sale of 49.9% of Maricann to ICC Int'l

2019-05-29 20:16 ET - News Release

See News Release (C-WAYL) Wayland Group Corp

An anonymous director of Wayland reports


Wayland Group Corp. has completed a transaction relating to the sale of a 49.9-per-cent interest in Maricann BV to ICC International Cannabis Corp. pursuant to the terms of an amended and restated transaction agreement and related subscription agreement. Wayland now beneficially owns approximately 246,614,000 shares of ICC, representing approximately 37 per cent of the outstanding ICC shares following closing on a fully diluted basis.

Under the terms of the agreement, ICC is expected to subsequently acquire a 49.9-per-cent interest in the balance of Wayland's international portfolio of assets, and, upon completion of that acquisition, Wayland would beneficially own an aggregate of 300 million ICC shares, representing an ownership interest in ICC of approximately 41.7 per cent. Wayland intends to distribute ICC shares to its shareholders following completion of these transactions and upon receipt of any applicable approvals required to distribute these shares on a tax effective basis.

In connection with the transaction, ICC has purchased $6,357,836.91 of infrastructure and equipment from Wayland and agreed to make a cash contribution of $10-million to the capital of Wayland International. ICC has also indicated that it will make advances of a further $15-million in connection with Wayland's joint venture Demecan GmbH relating to the three lots of production awarded to the joint venture in Germany by the Federal Institute for Drugs and Medical Devices (BfArM). ICC's contributions and advances will not increase its pro rata interest in Wayland International.

Wayland and ICC have entered into an investor rights agreement, providing for certain customary rights in favour of Wayland with respect to its interest in ICC, including the right to nominate one member of ICC's six-person board of directors. Wayland retains the right to appoint the board of directors and management of Wayland International. ICC and Wayland have also agreed to discuss in good faith the entering into of a supply and distribution agreement with respect to the potential supply of European Union GMP (good manufacturing practices) certified cannabis by Wayland to ICC.

Wayland's previously announced strategic review continues to explore options to maximize the value of Wayland's international and Canadian businesses for the benefit of its shareholders and other stakeholders, and such options may include transactions with other third parties.

About Wayland Group Corp.

Wayland is a vertically integrated cultivator and processor of cannabis. The company was founded in 2013 and is based in Oakville, Ont., Canada, and Munich, Germany, with production facilities in Langton, Ont., where it operates a cannabis cultivation, extraction, formulation and distribution business under federal licences from the government of Canada. The company also has production operations in Dresden, Saxony, Germany, Regensdorf, Switzerland, and, Allesandria, Piedmont, Italy, and assets in Colombia and Argentina. Wayland will continue to pursue new opportunities globally, including in the United Kingdom, in its effort to enhance lives through cannabis.

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